8-K/A

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

 

 

Amendment No. 1 to

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (date of earliest event reported): January 9, 2017

 

 

NOBLE CORPORATION plc

(Exact name of Registrant as specified in its charter)

 

 

 

England and Wales   001-36211   98-0619597

(State or other jurisdiction

of incorporation or organization)

 

(Commission

file number)

 

(I.R.S. employer

identification number)

 

Devonshire House, 1 Mayfair Place

London, England

  W1J8AJ
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: +44 20 3300 2300

 

 

NOBLE CORPORATION

(Exact name of Registrant as specified in its charter)

 

 

 

Cayman Islands   001-31306   98-0366361

(State or other jurisdiction

of incorporation or organization)

 

(Commission

file number)

  (I.R.S. employer
identification number)

 

Suite 3D, Landmark Square

64 Earth Close

P.O. Box 31327

Georgetown, Grand Cayman, Cayman Islands, BWI

  KY-1 1206
(Address of principal executive offices)   (Zip code)

Registrant’s telephone number, including area code: (345) 938-0293

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Explanatory Note

This combined filing on Form 8-K/A (this “Amendment No. 1”) is separately filed by Noble Corporation plc, a public limited company incorporated under the laws of England and Wales (“Noble-U.K.”), and Noble Corporation, a Cayman Islands company (“Noble-Cayman”). Information in this filing relating to Noble-Cayman is filed by Noble-U.K. and separately by Noble-Cayman on its own behalf. Noble-Cayman makes no representation as to information relating to Noble-U.K. (except as it may relate to Noble-Cayman) or any other affiliate or subsidiary of Noble-U.K. This Amendment No. 1 should be read in its entirety as it pertains to each of Noble-U.K. and Noble-Cayman.

This Amendment No. 1 is being filed solely to refile the Seventh Supplemental Indenture filed as Exhibit 4.1 to the combined filing on Form 8-K of Noble-U.K. and Noble-Cayman filed with the Securities and Exchange Commission on January 13, 2017 (the “Original Form 8-K”). As previously filed with the Original Form 8-K, the Seventh Supplemental Indenture reflected an incorrect execution date, with has been corrected in the version filed herewith.


Item 9.01 Financial Statements and Exhibits.

 

  (d) Exhibits.

 

EXHIBIT
NUMBER

       

DESCRIPTION

4.1       Seventh Supplemental Indenture, dated as of March 8, 2017, among Noble Holding (U.S.) LLC, as Successor Issuer, Noble Drilling Services 6 LLC, as Co-Issuer, Noble Drilling Holding LLC, as Co-Issuer, Noble Corporation, as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee (relating to Noble Holding (U.S.) Corporation 7.50% Senior Notes due 2019).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Noble Corporation plc, a company registered under the laws of England and Wales
Date: March 14, 2017     By:  

/s/ Adam C. Peakes

      Adam C. Peakes
      Senior Vice President and Chief Financial Officer
    Noble Corporation, a Cayman Islands company
    By:  

/s/ Dennis J. Lubojacky

     

Dennis J. Lubojacky

      Vice President and Chief Financial Officer


INDEX TO EXHIBITS

 

EXHIBIT
NUMBER

       

DESCRIPTION

4.1       Seventh Supplemental Indenture, dated as of March 8, 2017, among Noble Holding (U.S.) LLC, as Successor Issuer, Noble Drilling Services 6 LLC, as Co-Issuer, Noble Drilling Holding LLC, as Co-Issuer, Noble Corporation, as Guarantor, and The Bank of New York Mellon Trust Company, N.A., as Trustee (relating to Noble Holding (U.S.) Corporation 7.50% Senior Notes due 2019).